-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, C98MJZyXYSfn9aVXulNdkEMVJdLvu9Tm/c0v5nt3bJ0NsOEDI4PoNzw3cLK0l5yc QvDCvoFf0UFOYMMvHnbGtQ== 0000899733-98-000043.txt : 19980218 0000899733-98-000043.hdr.sgml : 19980218 ACCESSION NUMBER: 0000899733-98-000043 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980217 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: QWEST COMMUNICATIONS INTERNATIONAL INC CENTRAL INDEX KEY: 0001037949 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 841339282 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-53477 FILM NUMBER: 98542594 BUSINESS ADDRESS: STREET 1: 555 17TH ST STE 1000 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 3032911400 MAIL ADDRESS: STREET 1: 555 17TH STREET STE 100 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: QUEST COMMUNICATIONS INTERNATIONAL INC DATE OF NAME CHANGE: 19970416 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ANSCHUTZ PHILIP F CENTRAL INDEX KEY: 0000944423 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2400 ANACONDA TOWER 555 SEVENTEENTH STRE CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 3032981000 MAIL ADDRESS: STREET 1: 2400 ANACONDA TOWER 555 SEVENTEENTH ST CITY: DENVER STATE: CO ZIP: 80202 SC 13G 1 ANSCHUTZ 13G FOR QWEST UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ______)* QWEST COMMUNICATIONS INTERNATIONAL INC. (Name of Issuer) Common Stock,$.01 par value per share (Title of Class of Securities) 0007491 21 1 (CUSIP Number) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 8 pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Anschutz Company 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER -0- NUMBER OF SHARES 6 SHARED VOTING POWER BENEFICIALLY 86,499,332 OWNED BY EACH 7 SOLE DISPOSITIVE POWER REPORTING -0- PERSON WITH 8 SHARED DISPOSITIVE POWER 86,499,332 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 86,499,332 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 83.7% 12 TYPE OF REPORTING PERSON* CO Page 2 of 8 pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Philip F. Anschutz 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 5 SOLE VOTING POWER 86,499,333 NUMBER OF SHARES 6 SHARED VOTING POWER BENEFICIALLY -0- OWNED BY EACH 7 SOLE DISPOSITIVE POWER REPORTING 86,499,333 PERSON WITH 8 SHARED DISPOSITIVE POWER -0- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 86,509,501 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 83.7% 12 TYPE OF REPORTING PERSON* IN - ---------------------------------------------------------------------- Page 3 of 8 pages Item 1. (a) Name of Issuer Qwest Communications International Inc. (b) Address of Issuer's Principal Executive Offices 555 Seventeenth Street, Suite 1000 Denver, Colorado 80202 Item 2. (a) Name of Person Filing This Schedule 13-G is being filed on behalf of Anschutz Company and Philip F. Anschutz. (b) Address of Principal Business Office or, if none, Residence The address for Anschutz Company and Philip F. Anschutz is as follows: c/o The Anschutz Corporation 555 Seventeenth Street, Suite 2400 Denver, Colorado 80202 (c) Citizenship Anschutz Company is a Delaware corporation. Philip F. Anschutz is a United States citizen. (d) Title of Class of Securities Common Stock, par value $.01 per share (the "Common Stock") (e) CUSIP Number 0007491 21 1 Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a: (a) [ ] Broker or Dealer registered under Section 15 of the Act (b) [ ] Bank as defined in section 3(a)(6) of the Act Page 4 of 8 pages (c) [ ] Insurance Company as defined in section 3(a)(19) of the Act (d) [ ] Investment Company registered under section 8 of the Investment Company Act (e) [ ] Investment Adviser registered under section 203 of the Investment Advisers Act of 1940 (f) [ ] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Sec. 240.13d-1(b)(ii)(F) (g) [ ] Parent Holding Company, in accordance with Sec. 240.13d-1(b)(ii)(G) (Note: See Item 7) (h) [ ] Group, in accordance with Sec. 240.13d-1(b)(1)(ii)(H) Item 4. Ownership (a) and (b) Amount Beneficially Owned Anschutz Company Beneficial Percent Ownership of Class(1) 86,499,332 83.7% Philip Anschutz Beneficial Percent Ownership of Class(1) 86,509,501(2) 83.7% - ----------- (1) Based upon 103,334,937 shares of Common Stock issued and outstanding as of December 31, 1997. (2) Includes 10,168 shares of Common Stock owned by Mr. Anschutz's adult son for which Mr. Anschutz disclaims any beneficial ownership. This number does not include a warrant to acquire 4,300,000 shares of Common Stock held by Anschutz Family Investment Company LLC of which Anschutz Company is the Manager and one-percent equity owner. Page 5 of 8 pages (c) The following indicates for each filing person the number of shares of Company Securities as to which there is sole and/or shared power to vote or dispose of the shares: Anschutz Company Sole Power Shared Power(1) -0- 86,499,332 Philip F. Anschutz Sole Power Shared Power 86,499,333(2) -0- - --------- (1) Mr. Anschutz has the ultimate power to vote and dispose of the shares of Common Stock referred to herein; therefore his voting and dispositive power is designated as sole power and Anschutz Company's voting and dispositive power is designated as shared power. (2) Does not include the 10,168 shares of Common Stock owned by Mr. Anschutz's adult son reflected in Section 4(a) and (b) above because (i) Mr. Anschutz disclaims any beneficial ownership for such shares, and (ii) Mr. Anschutz has no power to vote or dispose of the shares of Common Stock owned by his son. Item 5. Ownership of Five Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following. [ ] Item 6. Ownership of More than Five Percent on Behalf of Another Person. N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company N/A Item 8. Identification and Classification of Members of the Group Page 6 of 8 pages N/A Item 9. Notice of Dissolution of Group N/A Item 10. Certification N/A Page 7 of 8 pages SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: February 16, 1998 /s/ Philip F. Anschutz Philip F. Anschutz Date: February 16, 1998 Anschutz Company By: /s/ Philp F. Anschutz Philip F. Anschutz Chairman and Chief Executive Page 8 of 8 pages -----END PRIVACY-ENHANCED MESSAGE-----